Vermont § 3431 - Merger or consolidation between domestic and foreign insurers—Requirements

§ 3431. Merger or consolidation between domestic and foreign insurers—Requirements

• (a) In case of a merger or consolidation between a domestic and a foreign insurer, the
  articles of merger or consolidation shall be regarded as executed by the proper officers
  of said foreign insurer when such officers are duly authorized to execute same through
  such action on the part of the directors, shareholders, members, or policyholders,
  as the case may be, of said foreign insurer as may be required by the laws of the
  state where the same is incorporated; and upon execution, the articles of merger or
  consolidation shall be submitted to the Commissioner of Financial Regulation or other
  officer at the head of the insurance department of the state where such foreign insurer
  is incorporated. No such merger or consolidation shall take effect until it shall
  have been approved by the insurance official of the state where said foreign insurer
  is incorporated nor until a certificate of his or her approval has been filed with
  the Commissioner of Financial Regulation for the State of Vermont; provided, that
  such submission to and approval by the proper official of such other state shall not
  be required unless the same are required by the laws of such foreign state. Provided,
  further, that the domestic insurer involved in such merger or consolidation shall
  not through anything contained in this section be relieved of any of the procedural
  requirements enumerated in the preceding sections of this subchapter. (b) No merger, consolidation, or reinsurance between a domestic and a foreign insurer
  shall take effect, unless and until the surviving, new, or accepting insurer, if such
  is a foreign insurer, shall file with the Department a power of attorney appointing
  the Secretary of State and his or her successors in office, the attorney for service
  of said foreign insurer, upon whom all lawful process against said insurers may be
  served. Said power of attorney shall be irrevocable so long as said foreign insurer
  has outstanding in this State any contract of insurance, or other obligation whatsoever,
  and shall by its terms so provide. Service upon the Secretary of State shall be deemed
  sufficient service upon the insurer. (Added 1967, No. 344 (Adj. Sess.), § 1 (ch. 1, subch. 4, § 10); amended 1989, No. 225 (Adj. Sess.), § 25(b); 1995, No. 180 (Adj. Sess.), § 38(a); 2011, No. 78 (Adj. Sess.), § 2, eff. April 2, 2012.)